On April 16, 2013, Sabine Pass Liquefaction, LLC ("SPL"), a wholly owned
subsidiary of Cheniere Energy Partners, L.P. (the "Partnership"), closed the
sale of $500.0 million aggregate principal amount of its 5.625% Senior Secured
Notes due 2021 (the "2021 Notes") and $1.0 billion aggregate principal amount of
its 5.625% Senior Secured Notes due 2023 (the "2023 Notes" and, together with
the 2021 Notes, the "Notes") pursuant to the Purchase Agreement dated April 10,
2013 (the "Purchase Agreement"), between SPL and Morgan Stanley & Co. LLC, as
representative of the initial purchasers named therein (the "Initial
Purchasers"). The 2021 Notes will constitute a further issuance of and will form
a single series with the 5.625% Senior Secured Notes due 2021 (the "Outstanding
2021 Notes") that were issued by SPL on February 1, 2013. The sale of the Notes
was not registered under the Securities Act of 1933, as amended (the "Securities
Act"), and the Notes were sold on a private placement basis in reliance on
Section 4(2) of the Securities Act and Rule 144A and Regulation S thereunder.

Purchase Agreement

The Purchase Agreement contains customary representations, warranties and
agreements by SPL and customary conditions to closing and indemnification
obligations of SPL and the Initial Purchasers. The foregoing description of the
Purchase Agreement is not complete and is qualified in its entirety by reference
to the full text of the Purchase Agreement, which is filed as Exhibit 1.1 hereto
and is incorporated by reference herein.

The Initial Purchasers and certain of their affiliates have provided from time
to time, and may provide in the future, certain investment and commercial
banking and financial advisory services to SPL and the Partnership in the
ordinary course of business, for which they have received and may continue to
receive customary fees and commissions.

Indenture

The Notes were issued on April 16, 2013 (the "Issue Date") pursuant to the
Indenture, dated as of February 1, 2013 (the "Base Indenture"), by and among
SPL, the guarantors that may become party thereto from time to time and The Bank
of New York Mellon, as Trustee (the "Trustee"), as supplemented by a first
supplemental indenture, dated as of April 16, 2013, between SPL and the Trustee,
relating to the 2021 Notes (the "First Supplemental Indenture"), and a second
supplemental indenture, dated as of April 16, 2013, between SPL and the Trustee,
relating to the 2023 Notes (the "Second Supplemental Indenture" and, together
with the First Supplemental Indenture, the "Supplemental Indentures"). The Base
Indenture as supplemented by the Supplemental Indentures is referred to herein
as the "Indenture."

Under the terms of the Indenture, the 2021 Notes will mature on February 1, 2021
and will accrue interest at a rate equal to 5.625% per annum on the principal
amount from February 1, 2013, with such interest payable semi-annually, in cash
in arrears, on February 1 and August 1 of each year, beginning on August 1,
2013. The 2021 Notes will constitute a further issuance of and will form a
single series with the Outstanding 2021 Notes that were issued by SPL on
February 1, 2013. Under the terms of the Indenture, the 2023 Notes will mature
on April 15, 2023 and will accrue interest at a rate equal to 5.625% per annum
on the principal amount from the Issue Date. Such interest will be payable
semi-annually, in cash in arrears, on April 15 and October 15 of each year,
beginning October 15, 2013.

The Notes are senior secured obligations of SPL and rank senior in right of
payment to any and all of SPL's future indebtedness that is subordinated in
right of payment to the Notes and equal in right of payment with all of SPL's
existing and future indebtedness that is senior and secured by the same
collateral securing the Notes. The Notes are effectively senior to all of SPL's
senior indebtedness that is unsecured to the extent of the value of the assets
constituting the collateral securing the Notes.

As of the Issue Date, the Notes were not guaranteed but will be guaranteed in
the future by all of SPL's future restricted subsidiaries. Such guarantees will
be joint and several obligations of the guarantors of the Notes. The guarantees
of the Notes will be senior secured obligations of the guarantors.

At any time or from time to time prior to, November 1, 2020, with respect to the
2021 Notes, or January 15, 2023, with respect to the 2023 Notes, SPL may redeem
all or a part of the Notes, at a redemption price equal to the "make-whole"
price set forth in the Indenture for such 2021 Notes or such 2023 Notes, as
applicable, plus accrued and unpaid interest, if any, to the date of redemption.
SPL also may at any time on or after November 1, 2020, with respect to the 2021
Notes, or January 15, 2023, with respect to the 2023 Notes, redeem the Notes, in
whole or in part, at a redemption price equal to 100% of the principal amount of
the Notes to be redeemed, plus accrued and unpaid interest, if any, to the date
of redemption.

The Indenture also contains customary terms and events of default and certain
covenants that, among other things, limit SPL's ability and the ability of SPL's
restricted subsidiaries to incur additional indebtedness or issue preferred
stock, make certain investments or pay dividends or distributions on capital
stock or subordinated indebtedness or purchase, redeem or retire capital stock,
sell or transfer assets, including capital stock of SPL's restricted
subsidiaries, restrict dividends or other payments by restricted subsidiaries,
incur liens, enter into transactions with affiliates, consolidate, merge, sell
or lease all or substantially all of SPL's assets and enter into certain LNG
sales contracts. The Indenture covenants are subject to a number of important
limitations and exceptions.

This description of the Indenture is qualified in its entirety by reference to
the Indenture, which is incorporated by reference herein. A copy of the Base
Indenture was filed as Exhibit 4.1 to the Current Report dated January 29, 2013,
filed by the Partnership on Form 8-K. Copies of the First Supplemental Indenture
and the Second Supplemental Indenture are filed herewith as Exhibits 4.1.1 and
4.1.2, respectively.

Registration Rights Agreement

In connection with the closing of the sale of the Notes, SPL and Morgan
Stanley & Co. LLC, as representative of the Initial Purchasers, entered into a
Registration Rights Agreement, dated April 16, 2013 (the "Registration Rights
Agreement"). Under the terms of the Registration Rights Agreement, SPL has
agreed, and any future guarantors of the Notes will agree, to use commercially
reasonable efforts to file with the U.S. Securities and Exchange Commission and

. . .

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.

The information included in Item 1.01 of this report is incorporated by
reference into this Item 2.03.

Item 7.01. Regulation FD Disclosure.

On April 16, 2013, the Partnership issued a press release announcing that SPL
closed its previously announced offering of the Notes. A copy of the press
release is attached as Exhibit 99.1 to this report and incorporated herein by
reference.

The information included in this Item 7.01 of this Current Report on Form 8-K
shall not be deemed "filed" under the Securities Exchange Act of 1934, as
amended, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, except as may be expressly set forth by
specific reference to this Item 7.01 in such a filing.

Item 9.01 Financial Statements and Exhibits.

d) Exhibits

Number Description
1.1 Purchase Agreement, dated April 10, 2013, between Sabine Pass
Liquefaction, LLC and Morgan Stanley & Co. LLC.
4.1.1 First Supplemental Indenture, dated as of April 16, 2013, between
Sabine Pass Liquefaction, LLC and The Bank of New York Mellon, as
Trustee under the Indenture.
4.1.2 Second Supplemental Indenture, dated as of April 16, 2013, between
Sabine Pass Liquefaction, LLC and The Bank of New York Mellon, as
Trustee under the Indenture.
10.1 Registration Rights Agreement, dated April 16, 2013, between Sabine
Pass Liquefaction, LLC and Morgan Stanley & Co. LLC.
99.1 Press release, dated April 16, 2013.